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Suitable Flesh

While neither particularly profound nor earth-shatteringly scary, “Suitable Flesh” is better than passable grisly horror fun in a very specific tradition. A tradition hinted at by the presence of Barbara Crampton in the cast and a title card situating the goings-on taking place at a medical facility called “Miskatonic.”

Yup, this movie is set in Lovecraft Country. Old-school. That is, not related so much to the TV series as much as to the adaptations of H.P. Lovecraft stories made in the 1980s by director Stuart Gordon and starring the exceptionally game Crampton. (Remember “Re-Animator,” in which her character endured sexual assault from a reanimated corpse who did in fact hold his own head in his hands?) Adapted and gender-switched from the Lovecraft story The Thing on the Doorstep, “Suitable Flesh” has Crampton, as besieged and confused psych doctor Daniella Upton, going over her friend and colleague Elizabeth Derby’s tale of woe one more time, while Derby is confined to a room with padded walls in one of Miskatonic’s mental institutions.

What she’s done—and it’s pretty gnarly—seems an inexcusable crime, but according to Elizabeth, it she had no choice. Her story begins with a standard issue “I had it all” nostalgia. Elizabeth recounts her successful practice and happy marriage, all of which are thrown into disarray by the entrance of sexy young ‘un Asa (Judah Lewis), whose arrogance alternates with vulnerability and whose plight worms its way into Elizabeth’s head while visions of him overtaking her sexually show up supposedly unwelcome during her lovemaking sessions.

The plot thickens when Elizabeth visits Asa’s ancestral home and meets the kid’s physically weak but incredibly snide father, Ephraim (Bruce Davison), who cherishes a volume of ancient lore that’s filled with the kind of grotesque drawing you see in movies that have “Necronomicon” in the title. Presumably, using this volume as a guide, somebody—Asa? Ephraim? A malefactor predating both of them?—is soul-hopping from body to body. And Elizabeth is their next victim.

The subsequent hijinks don’t stint on either psychosexual perversity or gnarly violence and blood spilling. Heather Graham relishes playing her multiple personalities. When Elizabeth is taken over by the clearly cis-het-male spirit—who can do the trick over a cell phone line, apparently—his/her relish at exploring his/her female body is practically palpable by Graham’s gyrations. Describing the joys of soul teleportation, one iteration of Asa asks Elizabeth, “Did anyone ever ask you to go f**k yourself?” and then chortles over the power to kinda-sorta do just that. And so the movie goes beyond the limits of the body-swapping shenanigans treated much more lightly in films like “Freaky Friday,” doubles down on the horndog biz offered in Gordon/Crampton’s “From Beyond.”

The vibe here isn’t just Lovecraft and Gordon; it’s Charles Band as well. That is, writer/director Joe Lynch clearly worked under B-movie budget conditions, revealed in elements like lighting that accentuates the set-bound nature of much of the film (for instance, the blue of the window in Elizabeth’s office). Lynch is an inventive enough filmmaker to make this more a feature than a bug. And if by the end you’re having trouble keeping up with whose body is whose, that too is entirely deliberate, as is the movie’s disinclination to settle into a definitive view of what the reality of its entire story is. Just go with it is the best course; the head of horror froth this movie whips up is its own reward.

Available in theaters and on digital platforms starting October 27.

Glenn Kenny

Glenn Kenny was the chief film critic of Premiere magazine for almost half of its existence. He has written for a host of other publications and resides in Brooklyn. Read his answers to our Movie Love Questionnaire here.

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Suitable Flesh (2023)

Rated NR

99 minutes


Heather Graham as Dr. Elizabeth Derby

Judah Lewis as Asa Waite

Bruce Davison as Ephraim Waite

Johnathon Schaech as Edward Derby

Barbara Crampton as Dr. Daniella Upton

Graham Skipper as Pathologist

Brett A. Newton as Professor Fisk

Chris L. McKenna as Stuart Crawley

J.D. Evermore as Detective Ledger


Writer (short story)




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